Photonic Lighting Solutions Terms and Conditions

1.      LAW
All disputes arising out or in connection with this contract shall be governed by English Law.

2.      ACCEPTANCE OF ORDERS
Buyer’s order is accepted by Photonic Lighting Solutions Ltd subject to availability of stock. Order cannot be cancelled except by mutual agreement.

3.      PRICE OF PAYMENT
Price charged will be price in effect at date of order. Please note all accounts beyond our credit terms will be passed to our debt collection agency, Sinclair Goldberg Price Ltd. All accounts, without exception, will be subject to a surcharge of 15% plus vat on Limited Company/ Public Sector Body debts & 20% plus vat on Consumer/ Non-Limited Commercial debts to cover our costs in recovery. These accounts will also be subject to any legal costs incurred in obtaining settlement. Payment will be made strict 30 days from date of invoice. Failure to pay within these terms may result in deliveries being withheld and interest charged. Only in the event of disputed invoices a seven-day period of grace may be given to enable the dispute to be resolved.

4.      QUALITY OF GOODS
Photonic Lighting Solutions Ltd warrants only that goods comply with sales specifications agreed with Buyer, save as mentioned in this clause all warranties, conditions and representations, whether expressed or implied by status, usage, trade, custom or otherwise and relating to the quality or nature of the goods, their condition or their life of wear or suitability for any particular purpose or use under any specific conditions are hereby excluded except in so far as such exclusion is not permissible under the Unfair Contract Terms Act 1977.

5.      LIABILITIES
Photonic Lighting Solutions Ltd liability is limited, at all times, to only replacing goods shipped by Photonic Lighting Solutions Ltd, which have been returned to Photonic Lighting Solutions Ltd and shown to be defective. Photonic Lighting Solutions Ltd shall in no circumstances be liable to the Buyer in contract, tort or otherwise for any consequential damage, injury, loss or expense howsoever caused whether to the Buyer or to any other person, or thing and whether arising directly or indirectly from defective goods supplied hereunder (in so far as such exclusion is permitted by law.)
However, in the event of an agreed proven epidemic failure of the quality of the item supplied by Photonic Lighting Solutions Ltd the claim may be passed to our insurers, who will be asked to consider the claim under the product liability insurance cover currently held by Photonic Lighting Solutions Ltd.

6.      SHORT DELIVERIES / DAMAGE IN TRANSIT
Photonic Lighting Solutions Ltd will not be responsible for damages in transit or for short delivery unless Buyer gives written notice to Photonic Lighting Solutions Ltd and to its Carrier within 3 days of receipt of goods and indicates short quantities on carrier’s delivery note.

7.      NON-DELIVERIES
Photonic Lighting Solutions Ltd is not responsible for non-delivery within the U.K. unless Buyer gives written notice to Photonic Lighting Solutions Ltd and to its carrier within 14 days of date of invoice. Photonic Lighting Solutions Ltd is not responsible for non-delivery outside the U.K. unless Buyer gives written notice to Photonic Lighting Solutions Ltd and carrier within 28 days of date of invoice.

8.      PACKAGES / CONTAINERS
Containers are not returnable unless otherwise stated.

9.      SAFETY DATA
Photonic Lighting Solutions Ltd maintains data to ensure that goods sold by Photonic Lighting Solutions Ltd are safe and without risk to health if properly used. Whenever such data is required buyer should contact Photonic Lighting Solutions Ltd.

10.   RISK
Risk or loss or damage to products sold shall pass to Buyer at point of delivery

11.   TITLE
(A) Notwithstanding Clause 10, property in and title to goods sold under this contract shall remain in Photonic Lighting Solutions Ltd until Buyer has settled all debts owed to Photonic Lighting Solutions Ltd under this or any other contract or otherwise
(B) Buyer has right to resell goods supplied under this contract but shall be under a fiduciary duty to account to Photonic Lighting Solutions for proceeds of such sales to the extent that Photonic Lighting Solutions have not been satisfied
(C) If Buyer processes Photonic Lighting Solutions Ltd goods sold hereunder or incorporates or mixes them with other goods prior to payment to Photonic Lighting Solutions Ltd he shall hold such goods or the proceeds thereof on a fiduciary basis and shall account for them to Photonic Lighting Solutions Ltd.

12.   DELIVERY
Providing a firm lead-time of 12 weeks and a forecast of five months is given to Photonic Lighting Solutions Ltd and payment terms are adhered to Photonic Lighting Solutions Ltd will endeavour to meet all required deliveries on time subject to Force Majeure.

13.   FORCE MAJEURE
Photonic Lighting Solutions Ltd will not incur any liability from delay in performance, non-performance or other failure to meet any obligation to the Buyer caused by circumstances beyond its control including but not limited to (and in respect of which any ejusdem generis interpretation shall not apply): Acts of god, war, riots, fire, explosion, flood, strike, lockout, injunction to obtain fuel or raw materials, breakdown of equipment, acts of government or any cause beyond Photonic Lighting Solutions Ltd preventing or interfering with the manufacture or shipment of goods to the buyer

14.   WHOLE CONTRACT
Foregoing conditions shall constitute entire contract between Photonic Lighting Solutions Ltd and Buyer and shall replace any prior conditions proposed or tendered by either party

15.   WARRANTY
Photonic Lighting Solutions Ltd warrants that each Product will be free from defects in material and workmanship. The foregoing warranty shall be valid for the period mentioned in the applicable warranty policy for the Products referred to in your sales agreement. If a Product fails to operate in accordance with this warranty Photonic Lighting Solutions Ltd will repair the product or provide a free replacement of the failed Product subject to the applicable warranty policy and the limited warranty terms and conditions.

16.   TERMS OF PAYMENT
Strict 30 days from date of invoice

17.   DIVISIBILITY CLAUSE
This contract is divisible. Each delivery made hereunder: 1) shall be deemed to arise from a separate contract, and 2) shall be invoiced separately and any invoice for a delivery shall be payable in full in accordance with the terms of payment provided for herein without reference to and notwithstanding any defect of default in delivery of any other instalment.